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Share Allotment Full Process in India

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Share allotment is a smart move for any Indian company, whether you’re onboarding new investors or rolling out ESOPs. You can’t just hand out shares; everything has to line up with the Companies Act, 2013. If you miss any step, you will have to face compliance fines. The Startup Lab lays out the entire process, from sorting out the paperwork to making sure that the PAS-3 filing is handled properly. 

What is Share Allotment?

Share allotment refers to the formal process of issuing shares to shareholders after receiving share application money. The board of directors need to agree and sign the overall process and report it to the ROC via the PAS-3 form.

Full Process of Share Allotment Process in India

1. Board Resolution

First, schedule a board meeting and make it official. Then the board has to finalise the share allotment.

2. Valuation Report

If you’re bringing in a new shareholder or arranging a private deal, you really need a formal valuation from a certified professional.

3. Offer Letter (if needed)

For private placements or rights issues, you’re expected to send out offer letters in the given format. 

4. Receipt of Share Application Money

You have to verify that the money is actually credited in your company’s bank account before going to the next step.

5. Allotment of Shares

When the funds come into the account, it’s time to call another board meeting. In this meeting, the board will agree and give the share allotment to the assigned person. 

6. Filing PAS-3 with ROC

You get a tight deadline of just 15 days from the allotment date to submit the Form PAS-3 to the ROC. So mark your calendar.

7. Issue Share Certificates

Now, you have only 60 days from the date of allotment to get those share certificates into the hands of the allottees.

Timelines & Compliance

  • You need at least 15 days to fill out the PAS-3 form.
  • The last date to pass on the share certificates is only 2 months. 
  • Any delay can lead to huge fines and penalties from the ROC.

Common Mistakes to Avoid

Missing the PAS-3 filing deadline
Issuing shares without getting a proper valuation in place.
Delaying the increase of authorised capital when it’s clearly needed.
Overlooking offer letter requirements—definitely not something you want on your compliance checklist

Documents Required

  • Board resolution
  • List of allottees
  • Valuation report
  • Bank statement showing application money
  • Offer letters (if applicable)
  • Form PAS-3

FAQs

Share allotment is a simple act of a company issuing fresh shares, whereas share transfer is simply the passing of current shares from one shareholder to another.

Form PAS-3 is the main form to be filled out for the return of allotment.

Yes, mentioned in FEMA and RBI regulations.

Why Choose The Startup Lab?

  • We offer PAN-India ROC compliance and documentation support
  • We have helped more than 1000 startups with allotments
  • Our team has expertise in valuation, capital structuring, and filings

Need help with your company’s share allotment? Contact us to begin.

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